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Tip Sheet Volume 1:9
Research Contracts:
Features to Look for and Remember
The contract is signed, a new account
number is created, and it's time to proceed with the research.
But WAIT! Before filing the contract away and never looking at
it again, here are a few things you will want to review, make
a note about, and/or mark on your calendar:
Publications and Reports
Most contracts allow the company
to review any papers, abstracts, posters, slides, etc. that discuss
research performed under the contract. The company may request
confidential information be removed from the material, request
a delay in order to file for patent protection, and/or provide
general comments and suggestions. With the exception of complying
with confidentiality terms, ISU faculty members have the final
say in what is published. Advance notice of 60 days is a typical
requirement. Unavoidable deviations from the agreed upon advance
notice requires direct communication with and approval by the
company contact.
Often, scheduled reports are agreed
to in contracts. Please remember to put the due date for
these reports on your calendar. In some contracts, scheduled
payments are directly tied to completed reports. Late or missing
reports also reflect poorly on your professional image and could
impact future funding from the company not only for yourself
but for the university as a whole.
Confidential Information
Confidentiality agreements
can be stand-alone documents or incorporated into research contracts.
Most indicate the material must be kept confidential for a period
of three to five years. It is important to read the definition
of confidential information, as this varies between contracts.
Specifically, look for a requirement that all information must
be clearly marked "confidential". In some contracts,
if the exchange is verbal, it must be written down and marked
"confidential" within 30 days. Confidentiality breaches
are taken seriously by companies.
It is also important to know who is
covered by the confidentiality. Generally, the confidential information
can be shared by the ISU faculty member signing the agreement
and everyone under his/her direct supervision, although, some
agreements require signatures of all people who have access to
the information.
Transfer of Materials
The transfer of biological
materials between ISU and a company also can be a stand-alone
document or incorporated into the research contract. It is important
to read the definitions. Typically, progeny, unmodified derivatives,
materials, and modifications are defined. Subtle differences
usually occur in the definition of modifications and in who has
ownership of these modifications. In some contracts, modifications
are considered to be owned by the recipient; in others, the provider
retains ownership of modifications.
It is also important to remember that,
as a recipient, this material can be used only by the ISU faculty
member signing the agreement and everyone under his/her direct
supervision.
If you have any questions about research
contracts or would like assistance in preparing or reviewing
a contract, please contact:
Lisa Lorenzen
Biotechnology Industrial Liaison
1210 Molecular Biology Building
Phone: (515) 294-0926
Email: llorenze@iastate.edu
Acknowledgement: A special thanks to Valrey Kettner
for her assistance in preparing this Tip Sheet.
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